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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the fiscal year ended December 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from _______ to _______.
Commission File Number 333-48429-02
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IMC HOME EQUITY LOAN OWNER TRUST 1998-4
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(Exact name of registrant as specified in its charter)
New York 13-7171435
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(State of other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
c/o The Chase Manhattan Bank
Structured Finance Services
450 West 33rd Street, New York, NY 10001-2697
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (813) 984-8801
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Securities registered pursuant to Section 12(b) of the Act:
<TABLE>
<CAPTION>
Title of each class Name of each exchange on which registered:
<S> <C>
None None
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</TABLE>
None
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(Title of class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No .
--- ---
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K (s 229.405 of this chapter) is not contained herein,
and will not be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. [X]
State the aggregate market value of the voting stock held by
non-affiliates of registrant. The aggregate market value shall be computed by
reference to the price at which the stock was sold, or the average bid and asked
prices of such stock, as of specified date within 60 days prior to the date of
filing:
Not Applicable
Documents Incorporated by Reference:
Not Applicable
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IMC HOME EQUITY LOAN OWNER TRUST 1998-4
INDEX
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Page
<S> <C>
PART I ................................................................................................ 3
ITEM 1 - BUSINESS ......................................................................... 3
ITEM 2 - PROPERTIES ....................................................................... 3
ITEM 3 - LEGAL PROCEEDINGS ............................................................... 3
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS .............................. 3
PART II ............................................................................................... 3
ITEM 5 - MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS ............. 3
ITEM 6 - SELECTED FINANCIAL DATA .......................................................... 3
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS ....................................................................... 3
ITEM 7A - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ....................... 3
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA ...................................... 4
ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE ...................................................................... 4
PART III .............................................................................................. 4
ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT ............................... 4
ITEM 11 - EXECUTIVE COMPENSATION ........................................................... 4
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT ................... 4
ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS ................................... 5
PART IV ............................................................................................... 5
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K ................... 5
SIGNATURES ......................................................................................... 7
INDEX TO EXHIBITS ..................................................................................... 8
</TABLE>
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PART I
ITEM 1 - BUSINESS
Not Applicable
ITEM 2 - PROPERTIES
Not Applicable
ITEM 3 - LEGAL PROCEEDINGS
The Depositor is not aware of any material pending legal proceedings
involving either the IMC Home Equity Loan Owner Trust 1998-4 (the "Trust"),
established pursuant to the Sale and Servicing Agreement (the "Agreement") dated
June 1, 1998, among The Chase Manhattan Bank, as trustee (the "Trustee"), IMC
Securities, Inc., as depositor (the "Depositor") and IMC Mortgage Company, as
servicer (the "Servicer"); the Trustee; the Depositor; or the Servicer which
relates to the Trust.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matter has been submitted to a vote of the holders of beneficial
interests in the Trust through the solicitation of proxies or otherwise.
PART II
ITEM 5 - MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS
To the best knowledge of the Depositor, there is no established public
trading market for any beneficial interests in the Trust.
All of the Asset Backed Notes issued by the Trust are held by the
Depository Trust Company ("DTC") which in turn maintains records of holders of
beneficial interests in such Notes. Based on information obtained by the Trust
from DTC, as of February 22, 1999, there were 5 holders of the Notes.
ITEM 6 - SELECTED FINANCIAL DATA
Not Applicable
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Not Applicable
ITEM 7A - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not Applicable
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ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
In addition to the information included in the Annual Compilation of
Monthly Trustee's Statements attached as Exhibit 99.3 hereto, the gross
servicing compensation paid to the Servicer for the year ended December 31, 1998
was $1,303,274.50.
ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
There were no disagreements on accounting or financial disclosures
between IMC Mortgage Company ("IMC") and its accountants.
On February 16, 1999 IMC appointed Grant Thornton L.L.P. as the
independent accounting firm and dismissed Pricewaterhouse Coopers L.L.P.
IMC's decision was made after discussions with and in accordance with
directions by the Securities and Exchange Commission. See IMC's Form 8-K dated
as of February 16, 1999 for more details.
PART III
ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Not Applicable
ITEM 11 - EXECUTIVE COMPENSATION
Not Applicable
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth (I) the name and address of each entity
owning more than 5% of the outstanding principal amount of the Notes of the
Trust; (ii) the principal amount of the Notes owned by each and (iii) the
percent that the principal amount of the Notes owned by such entity represents
of the outstanding principal amount of the Notes. The information set forth in
the table for the Notes is based upon information obtained by the Trust from DTC
and represents ownership of beneficial interest in the Notes held by DTC. The
Depositor is not aware of any Schedules 13D or 13G filed with the Securities and
Exchange Commission in respect of the Notes.
<TABLE>
<CAPTION>
Name and Address Principal Amount % of Class
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<S> <C> <C>
Chase Manhattan Bank $522,500,000 87.1%
4 New York Plaza
13th Floor
New York, NY 10004
Citibank, N.A. $ 34,500,000 5.8%
P.O. Box 30576
Tampa, FL 33630-3576
</TABLE>
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ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
[None]
Part IV
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K
(a) The following documents are filed as part of this report:
1. Financial Statements:
Not applicable.
2. Financial Statement Schedules:
Not applicable.
3. Exhibits:
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<CAPTION>
EXHIBIT NO. DESCRIPTION
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<S> <C>
99.1 Statement of Compliance of the Servicer.
99.2 Annual Report of Independent Accountants with respect
to the Servicer's overall servicing operations.
99.3 Annual compilation of Monthly Trustee's Statement.
</TABLE>
(b) Reports on Form 8-K
7 reports on Form 8-K have been filed by the issuer during the period covered by
this report.
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<TABLE>
<CAPTION>
DATE OF REPORT ON FORM 8-K ITEMS REPORTED/FINANCIAL
STATEMENTS FILED
<S> <C>
July 20, 1998 Trustee's Monthly Report for the June
Monthly Period.
August 20, 1998 Trustee's Monthly Report for the July
Monthly Period.
September 21, 1998 Trustee's Monthly Report for the August
Monthly Period.
October 20, 1998 Trustee's Monthly Report for the September
Monthly Period.
November 20, 1998 Trustee's Monthly Report for the October
Monthly Period
December 21, 1998 Trustee's Monthly Report for the November
Monthly Period
January 20, 1999 Trustee's Monthly Report for the December
Monthly Period January 20, 1998
</TABLE>
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Depositor has duly caused this Report to be signed on
its behalf by the undersigned, thereunto duly authorized.
By: IMC Securities, Inc.,
As Depositor
By: /s/ Thomas G. Middleton
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Name: Thomas G. Middleton
Title: President, Chief Operating Officer,
Assistant Secretary and Director
By: /s/ Stuart D. Marvin
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Name: Stuart D. Marvin
Title: Chief Financial Officer
Date: March 19, 1999
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INDEX TO EXHIBITS
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Item 14(C)
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<CAPTION>
EXHIBIT NO. DESCRIPTION
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<S> <C>
99.1 Statement of Compliance of the Servicer.
99.2 Annual Report of Independent Accountants with respect
to the Servicer's overall servicing operations.
99.3 Annual compilation of Monthly Trustee's Statement.
</TABLE>
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EXHIBIT 99.1
IMC HOME EQUITY LOAN TRUST 1998-4
Officer's Certificate
In connection with the above-referenced trust and pursuant to Section 4.16 of
the related Sale and Servicing Agreement ("Agreement"), IMC Mortgage Company (as
"Servicer"), hereby confirms the following:
(i) a review of the activities of the Servicer during 1998 and of performance
under the Agreement has been made under my supervision; and
(ii) to the best of my knowledge, based on such review, the Servicer has
fulfilled all of its obligations under the Agreement for the calendar year 1998.
IMC Mortgage Company
By: /s/ Thomas G. Middleton
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Thomas G. Middleton
President & Chief Operating Officer
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EXHIBIT 99.2
Report of Independent Accountants
Uniform Single attestation Program
To the Board of Directors
IMC Mortgage Company and Subsidiaries
We have examined the assertion by IMC Mortgage Company and Subsidiaries'
management about compliance with the minimum servicing standards identified in
the Mortgage Bankers Association of America's Uniform Single Attestation Program
for Mortgage Brokers (USAP) as of and for the year ended December 31, 1998,
included in the accompanying management assertion. Management is responsible for
IMC Mortgage Company and Subsidiaries' compliance with those minimum servicing
standards. Our responsibility is to express an opinion on management's assertion
about the entity's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about IMC Mortgage Company and
Subsidiaries' compliance with the minimum servicing standards and performing
such other procedures as we considered necessary in the circumstances. We
believe that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination on IMC Mortgage Company and
Subsidiaries' compliance with the minimum servicing standards.
In our opinion, management's assertion that IMC Mortgage Company and
Subsidiaries complied with the aforementioned minimum servicing standards as of
and for the year ended December 31, 1998 is fairly stated, in all material
respects.
/s/ Grant Thornton L.L.P.
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Grant Thornton L.L.P.
Tampa, Florida
March 31, 1999
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[IMC MORTGAGE COMPANY(R) LOGO] 5901 East Fowler Avenue
Tampa, FL 33617-2362
phone (818) 984-8801
(800) 776-2211
fax (813) 984-2595
March 23, 1999
Grant Thornton LLP
101 E. Kennedy Blvd. - Suite 3850
Tampa, FL 33602-5154
As of and for the year ended December 31, 1998, IMC Mortgage Company and
Subsidiaries has compiled in all material respects with minimum servicing
standards set forth in the Mortgage Bankers Association of America's Uniform
Single Attestation Program for Mortgage Bankers. As of and for the year ended
December 31, 1998, IMC Mortgage and Subsidiaries had in effect a fidelity bond
policy in the amount of $8,000,000. For the period January 1 to June 30, 1998,
IMC Mortgage Company and Subsidiaries had in effect an Errors and Omission
policy in the amount of $2,000,000. As of and for the six months ended December
31, 1998, IMC Mortgage Company and Subsidiaries had in effect an Errors and
Omission policy in the amount of $3,000,000.
/s/ Stuart D. Marvin
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Stuart D. Marvin
Chief Financial Officer
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EXHIBIT 99.3
IMC HOME EQUITY LOAN OWNER TRUST
HOME EQUITY LOAN ASSET BACKED NOTES
SERIES 1998-4
DISTRIBUTION: JULY 1998 - JANUARY 1999 Page #1
<TABLE>
<CAPTION>
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ORIGINAL BEGINNING ENDING OVER- ENDING
NOTE NOTE PRINCIPAL INTEREST TOTAL NOTE COLLATERALIZATION LOAN
BALANCE BALANCE DISTRIBUTION DISTRIBUTION DISTRIBUTION BALANCE AMOUNT BALANCE
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<S> <C> <C> <C> <C> <C> <C> <C>
600,000,000.00 600,000,000.00 79,508,164.37 18,921,357.11 98,429,521.48 520,491,835.63 12,338,498.07 532,830,333.70
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</TABLE>
<TABLE>
<CAPTION>
FACTOR INFORMATION PER $1,000 NOTE RATES
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PRINCIPAL INTEREST ENDING NOTE INIT NOTE CURR NOTE
DISTRIBUTION DISTRIBUTION BALANCE RATE RATE
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<S> <C> <C> <C> <C>
132.51360728 31.53559518 867.48639272 5.81625% 5.72063%
======================================================= ==============================
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IF THERE ARE ANY QUESTIONS OR PROBLEMS WITH THIS STATEMENT,
PLEASE CONTACT THE ADMINISTRATOR LISTED BELOW:
THOMAS ROLLAUER
THE CHASE MANHATTAN BANK - ASPG
450 WEST 33RD STREET, 15TH FLOOR
NEW YORK, NEW YORK 10001
(212) 946-3881
(C) COPYRIGHT 1996, THE CHASE MANHATTAN BANK
